Underwritten Demand shall have the meaning given in subsection 2.1.3 of this Agreement.
Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.
Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).
Managing Underwriter means, with respect to any Underwritten Offering, the book running lead manager of such Underwritten Offering.
Managing Underwriters means the investment banker or investment bankers and manager or managers that shall administer an underwritten offering.
Underwritten Shelf Take-Down Notice has the meaning set forth in Section 2.02(e).
Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.
Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e).
Underwritten Offering Notice has the meaning set forth in Section 2(b).
Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.
Underwritten Net Cash Flow means, as of any date of determination, the excess of: (i) for the twelve (12) month period ending on such date, the sum of (A) the lesser of (1) GPR multiplied by 94.0%, and (2) Actual Rent Collections, and (B) Other Receipts; over (ii) for the twelve (12) month period ending on such date, the sum of (A) Operating Expenses, adjusted to reflect exclusion of amounts representing non-recurring expenses, (B) Underwritten Capital Expenditures and (C)
Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).
Piggy-Back Registration is defined in Section 2.2.1.
Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering to the public.
Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.
Participating Underwriter means any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds.
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.
Shelf Takedown Notice shall have the meaning given in subsection 2.1.3.
Demand Registration shall have the meaning given in subsection 2.1.1.
Underwriting Fee has the meaning given to it in the eighth paragraph of this Agreement;
Piggyback Registration shall have the meaning given in subsection 2.2.1.
Demand Registration Request shall have the meaning set forth in Section 3.1.1(a).
Registration Fee means a fee other than the fee specified in a contract, which a personnel agency requires or accepts from a client prior to execution of a contract.